over the preceding year during the term of this agreement and failing to do so the Principal may at its election at any time thereafter terminate this agreement by giving not less than ..days' notice in writing to the Agent. The above prices shall prevail during the life of this agreement, except that in case the first party should change its printed domestic wholesale price of.. ...cents for.... ...and.. cents for... after... the same ratio shall be preserved .months' due notice from the Principal to the Agent to enable them to adjust their prices with foreign distributors and to take care of such orders as may be in transit after any increased prices may go into effect locally. It is further agreed that... .furnished the Agent at the special prices herein indicated are for export only. 11. The Agent agrees to push the sale of... in preference to any other makes, but does not agree not to sell any other..........for which it may receive orders. 12. It is agreed and understood that the Principal does not obligate itself to make deliveries of the orders if prevented by any cause from doing so, but that all orders placed by the Agent and not filled by the Principal shall be considered as sales made by the Agent in calculating the number of . . . . . sold by it within any certain year or period of this agree ment. 13. It is understood and agreed that the Agent shall have the privilege of cancelling any orders placed with the Principal that shall not have been filled by the Principal within.... days after date of the Agent's orders, such orders to be credited to the Agent on its volume business as herein specified. Pledge of Stock as Collateral Security. Williston-Secs. 173, 978, 1021, 1042-1044, 1064, 1678, 1817. KNOW ALL MEN BY THESE PRESENTS, that the undersigned, in consideration of financial accommodations, given, or to be given, or continued to the undersigned by the.. hereby agree with the said... that whenever the undersigned shall become or remain directly, or contingently, indebted to the said.... for money lent, or for money paid for the use or account of the undersigned, or for any overdraft or upon any endorsement, draft, guarantee or in any other manner whatsoever, or upon any other claim, the said... ..shall then and thereafter have the following rights in addition to those created by the circumstances from which such indebtedness may arise against the undersigned, or his, or their executors, administrators or assigns, namely: 1. All securities deposited by the undersigned with said as collateral to any such loan or indebtedness of the undersigned to said... .shall also be held by said..... as security for any other liability of the whether then existing or undersigned to said.. ..shall also have a lien upon any balance of the deposit account of the undersigned with said... ...existing from time to time, and upon all property of the undersigned of every description left with said.. for safe keeping or otherin any wise, or coming to the hands of said.... way, as security for any liability of the undersigned to said now existing or hereafter contracted. ..shall at all times have the right to 2. Said... require from the undersigned that there shall be lodged with as security for all existing liabilities of said.... .approved collateral the undersigned to said... and upon the failure of the undersigned at all times to keep a margin of securities with said.. ties of the undersigned, satisfactory to said. ..for such liabili or upon any failure in business or making of an insolvent assignment by the undersigned, then and in either event all liabilities of the undersigned to said.... ..shall at the option of said.... .. become immediately due and payable, notwithstanding any credit or time allowed to the undersigned by any instrument evidencing any of the said liabilities. 3. Upon failure of the undersigned either to pay any indebtedness to said.. when becoming or made due, to keep up the margin of collateral securities above provided for, then and in either event said.. .may immediately without advertisement, and without notice to the undersigned, sell any of the securities held by it as against any or all of the liabilities of the undersigned, at private sale or Broker's Board or otherwise and apply the proceeds of such sale as far as needed toward the payment of any or all of such liabilities, together with interest and expenses of sale, holding the undersigned responsible for any deficiency remaining unpaid after such application. If any such sale be at Broker's Board or at public auction, said.... may themselves be a purchaser at such sale free from any right or equity of redemption of the undersigned, such right and equity being hereby expressly waived and released. Upon default as aforesaid, said ..may also apply toward the payment of the said liabilities all balances of any deposit account of the undersigned with said... .then existing. 4. It is further agreed that these presents constitute a continuing agreement, applying to any and all future as well as to existing transactions between the undersigned and said.... Agreement Between News Syndicate and Artist or Writer for Work to be Sold to Newspapers Wheeler Syndicate, Inc., v. The Star Company, 231 N. Y. 99, 132 N. E. 907. Certiorari denied 42 Supt. Ct. Rep. 94. AGREEMENT made.. .between.. .hereinafter called the "Syndicate," and.. .of... "Artist," WITNESSETH: .hereinafter called the . of WHEREAS, the Artist is now an artist and cartoonist of extensive reputation throughout the English speaking world as the creator, author and producer of... and WHEREAS, the Artist has received and is now receiving large compensation and reward from the said newspapers for the said and... WHEREAS, the Syndicate desires to employ the Artist for a period of years to commence as soon as any contract or other engagement which he may now be under has terminated, to produce the said... exclusively for the Syndicate, to be sold by the Syndicate to such newspapers published at least six times a week as the Syndicate shall select and WHEREAS, the Artist is willing to produce the said.. exclusively for the Syndicate, to be sold by the Syndicate to such newspapers as aforesaid upon the terms and conditions set forth in this contract: Now, THEREFORE, for and in consideration of the mutual covenants herein contained, and of the guarantee of the... Publishing Company, publisher of.... .of even date herewith, the parties hereto do hereby agree as follows: 1. The Syndicate hereby employes the Artist for the term of three (3) years from. to produce for the exclusive use of the Syndicate the.. to be sold by the Syndicate as aforesaid during the said three (3) years; and the Artist hereby accepts the said employment and agrees to render the said services exclusively for the Syndicate upon the terms and conditions hereinafter named. 2. The Syndicate agrees to pay to the Artist for his exclusive services as herein described, the sum of $. per week over and above all expenses, at the end of each and every week, to wit: At noon on each and every Saturday through the term of this contract; and this payment of $...... .... per week shall be a minimum payment and be made irrespective of the amount of the Artist's percentage of the earnings hereinafter mentioned, or cost of production, the intention of this clause being that the Syndicate guarantees to the Artist that he shall receive from the Syndicate for his said exclusive services the sum of at least $.. .per week for each and every week during the term of this agreement. 3. The Syndicate also agrees to pay to the Artist throughout the term of this agreement,. % of the gross amount of money received by the Syndicate from the sales made by the Syndicate of the said.. the said newspapers as aforesaid, the remaining. .% of the said amount to be retained by the Syndicate. The Artist agrees to bear.. ....the said.... % of the cost of... ..and making the.........there for, which are sent to the said newspapers as aforesaid, and the cost of copyrighting the said... the remaining. ... % of said expenses to be borne by the Syndicate. The .per week to be paid to the Artist guaranteed $. as herein provided shall be part payment in advance on account of the said any week the said % to be paid him; but, if during % of the gross amount .% received by the Syndicate shall be less than $... the difference between the amount of the said... and the $.. from any future.. .guarantee shall not be deducted %, but each week shall be considered as a unit and during each week the Artist shall receive % of the gross amount received by the Syndicate, which payment to the Artist in any event shall not be less in any one week than $. . . . 4. The Syndicate shall keep accurate books of the amount of the said gross sales and the said cost of.. ... and copyrighting, and shall render an account in detail to the Artist on the. . . . . . of each month, beginning. showing the gross amount of money received from the newspapers during the previous calendar month for the said. the cost of... .and copyrighting, and upon such statement being rendered, the Syndicate shall pay to the Artist the additional amount due under the terms of this agreement. 5. It is agreed that the Artist or his duly authorized agents, shall have the right at all times to examine the books of account of the Syndicate in which the accounts pursuant to this agreement are kept. 6. It is agreed that should any question arise by reason of legal proceedings brought by a third party, or by either or both of the parties to this agreement against a third party, as to the right of the Artist to produce, or any newspaper to publish, the said. the expenses of such litigation shall be borne equally by the said Artist and by the said Syndicate, share and share alike. The Artist agrees that under this arrangement he will permit an action or actions, or proceeding or proceedings, to be maintained in his, the Artist's name to protect the said.. whenever it shall be decided by counsel representing the parties hereto so to do. |